Ben 10: Young Justice Begining
by Uzumaki-Son Naruto
Summary: Defeating Diagon was just the tip of the ice berg. Watch as Ben faces new challenges from the Young Justice world, challenges tough enough to give his average villains a scare.
1. Chapter 1

**First lengthy Ben 10/ Young Justice cross over. The one's I've seen so far… I don't want to talk about it. I mean does it show in any universe that Ben's gay? Seriously, that's just wrong.**

**This season is just after Ultimate alien and before Omniverse. Ben still uses the Ultimatrix but you will see Omniverse aliens in here from time to time though.**

**The pairing is Ben/Megan/?**

**This story is one of the reasons my writer's block happened in the first place along with some others. I hope you all like it enough for me to continue.**

* * *

BOOM!

CRASH!

BAM!

"Give it up Animo, you know you can't beat me." A cocky voice said as he landed with a crouch in front of a man who was riding on an alien frog. The cocky boy in question was about 17 years old and at an impressive 5" 6. He had brown hair and jade green eyes on his smooth face. His body was slender having the form of a teen who does his daily work out. He wore blue jeans, and a black short-sleeve shirt underneath a green long-sleeve biker jacket with a stripe from the neck to the waist and a 10 over his heart. He also wore white sneakers. Under the long-sleeve shirt on his left hand was the Ultimatrix, a device the teen used to save the world over and over again from villains with the help of his cousin and best friend and his brother in all but blood, Gwen Tennyson and Kevin E. Levin. This teen's name was, yes you guessed it, Benjamin Kirby Tennyson, wielder of the Omnitrix and Ultimatrix.

Right now, Ben Tennyson was facing one of his past enemies, Dr. Animo. Animo was a bad guy Bent on taking over the world through bio-threats, not actual threating things like releasing a biological agent into the pool and poisoning the world demanding the nations surrender before he gives the antidote, no, he's way to stupid for that, he decided to do it using animals all the time hence his name; a bad pun if one were to look at it and every single time, Ben was the one to stop him right from when he was a 10 year old it became sort of a thing they both got used to.

Animo growled and looking at his arm looking at the gauntlet on his arm twisting the dial causing the other gauntlet type glove on his other hand and aimed at the ground creating sparks of electricity activating a teleporting function on the gauntlet.

"Behold, my Teleportation Gauntlet!" Animo announced "It allows me to transport organic matter in mere seconds, observe." He pointed to the ground and shot out the ground in front of him creating a mini quake and after the smoke dispersed, Ben was looking at one of the scariest beings he'd seen in his life.

He was like the hulking crossbreed between a Crocodile and a human. He had a ripped off knee length pants on him and each of his wrists had a broken cuff with chain. His legs had restraints that looked like they were forced off as well. His skin was as scaly as an alligator or a Crocodile and his jaws where snouts showing his razor-sharp teeth. The being was looking at Ben with his red reptilian eyes.

"Is that-" Ben started but Animo completed his sentence.

"Meet Waylon Jones, A.k.a Killer Croc, a nemesis of the great Batman previously locked up in one Arkham asylum."

"Yes I know who he is," Ben said and he brought his left wrist to his chest and selected his alien he wanted and smacked down the dial and once the green light died down as a result of said action, a shout was heard "Diamondhead!"

Killer Croc was confused at this and looked back to Animo who pointed and ordered,

"Kill!"

The Meta-human charged his way to the teen hero like a rhino who stood his ground and took his battle ready stance.

"Let's see whose skin is harder." Diamondhead said to the Croc who just cocked his fist back and as he jumped and tried to punch Ben, he evaded letting the Meta-Human punch the ground below him instead.

Diamondhead shot projectiles at the Crock who shielded his eyes from the shots and roared before charging again at Diamondhead who just charged back with a bigger punch than the Croc.

The fist fight was all Animo needed to continue his work so he reached into his back pack and placed his newly upgraded horned helmet and connected a chord from the power pack on his chest to said helmet and twisted the dial and a shockwave of energy covered the entire block making Killer Croc pause in his assault on Ben and scream holding his head.

Ben noticed this and looked around spotting the same thing happening to the few people around both fighters and looked back to Animo whose hand was still on the dial on his chest smirking at Ben.

"It's too late Ben Tennyson," Animo said "in 15 minutes, this whole town will be under my every command thanks to this upgrade in the transmogulator I made. I would be an idiot to tell you what it did of course."

"You mean like the time you told me what all of your other devices did as well?" Ben taunted and he changed into Echo Echo who ran at the doctor.

"Ha! What are you going to do with this one, bore me to death?" Animo taunted as he couldn't recall seeing this one or maybe he did, whatever, that's not important and the silicon based life form smirked.

"I' .this" he said and then Echo Echo multiplied and formed a circle around Animo and unleashed a sonic attack " .Sound!"

Animo was trapped within the circle and had to take the hit from the teen so he screamed in agony at the brutal attack on his hearings but Ben wasn't done, he created more clones and performed the same attack on Croc who screamed in agony at the combined sonic attack.

Both villains were knocked out completely with a little bit of blood coming out of their ears while Ben changed into Upchuck and took both devices from Animo and ate all of them.

"Impressive work." A voice said and Ben looked to see a wearing a dark gray costume with the symbol of a bat spread over the chest, black trunks, gloves (with fins on the outer side), boots and a black cape with a unique pattern at the end. The man also wears a black cowl designed with bat ears at all times to hide his identity. He also has on a yellow utility belt to complete his Bat suit.

"*BURP* Thanks, it's nothing for an everyday superhero like me." Upchuck said after he belched and he tapped the device on his chest "Excuse me."

He then got the response he wanted "This is plumber headquarters…" the device said confusing the costume wearing man a bit though his face didn't show it.

"This is Ben Tennyson requesting transport for prisoners to the null void…" Upchuck said.

"Plumber Tennyson, where is your location?" the voice asked.

"I'm in Gotham-"

"Gotham! What the hell are you doing there Ben!" The voice of his grandfather said.

"Grandpa, Animo was causing trouble again," Upchuck explained "I had to stop him."

"You didn't have to do anything because they have their local authorities to handle it." Max said.

Ben was silent a bit "You mean the same authorities that were turned into frogs?" he sarcastically asked yeah he got here earlier and wanted to check with the police but it seemed that Animo was busy and hit them first. He still wondered what the crazy self-declared was up too.

"Well if they didn't handle it, there's always The Batman."

"Hold up," Ben looked at the man in front of him "Does he have some sort of bat costume with his under wear on the outside?" Ben asked. Here, the man in question fought a blush as that was brought up. Apparently, no one had ever thought of bringing it up.

"…Yes"

"Oh, then yeah I see him," Upchuck said "He just showed up after I took care of Killer Croc and Animo."

"You fought Killer Croc?!" the surprised voice of his grandfather exclaimed.

"Um yeah, it was pretty easy actually." Ben said after transforming into his human form surprising the detective yet again and he was speaking to the device on his wrist "Any ways, how are things?"

"Um, things are okay actually." Grandpa said "Good news though, I have a surprise for you."

"Ooh what's it gonna be?" an eager Ben asked as the plumber transport arrived he then looked up and saw the ship "I'll call you later grandpa, looks like the transport's here."

As the ship docked, two agents came out one holding suppressor cuffs and the other holding a gun like object on his hand. Batman was about to intervene that is until Ben held his hand pausing him in his actions. The agents rested both villains against each other and the one with the gun pointed at both of them and shot a yellow beam of light at them and the caped crusader had to watch as the two villains disappeared from his sight. The agents done with their work thanked Ben and left.

Ben looked at the caped crusader thought of what he was going to say.

"Interesting looking device you got there." The caped crusader said to the teen.

_So direct huh, well it's my turn _"I saw that plane that flew in earlier in the shape of a bat, I think I could recognize some jet sounds there and from the design I'd say that architecture like that and the materials would be quite expensive." Ben theorized and then he looked further down especially to the belt on the waist of the crusader "And I'd summarize that from the look of the plane, the items in there must cost quite a lot especially to make them fit into those pockets of yours so I'm thinking that you must be a millionaire or a billionaire to pay the contractors to help fix equipment's but from your posture you don't look like someone that likes to trust people around him so I'd say that you're quite the genius as well and a bit on the paranoid side by pointing out the device on my wrist; good so far?"

The crusader looked at Ben in shock. Others had the chance at deducing it but most were too scared to even try and the rest were just lazy but here in front of him, a teen was able to expose 60% of his private life right in the streets. He was lucky that there were few people on the streets at Gotham when nighttime struck else they would have heard Ben's deduction and put two and two together.

Ben offered his hand to the crusader and introduced himself formally "Ben Tennyson at your service." He said with a grin to the crusader who looked at Ben's hand then back at Ben who slowly took his hand away from the crusader.

"I'm Batman," Batman introduced in his classic manner before he turned and walked away from the teenager "Stay away from my city."

As he said that, he jumped in the Bat jet and took off into the sky to who knows where. Ben shrugged and turned into XLR8 before dashing to his car that was out of the city heading to his home town unaware of the attention he just focused on himself.

* * *

_Justice League Space Station_

* * *

"_Recognized, Batman 0-2."_

Batman walked from the Zeta tube heading to the justice league super computer passing Martian Man-hunter on the way.

"What's got you so stressed?" The man hunter asked his friend as he was able to point out the distress he was feeling easily.

"Computer, Bring up everything you can on one Benjamin Tennyson." Batman ordered as he stood in front of the Justice League super computer.

"_Scanning, scanning, scan complete."_

"So what's got bat's all serious?" A cheerful vice said as the owner dashed across the room and read out the info Batman was reading "Benjamin Kirby Tennyson, family Sandra and Carl Tennyson age 17 years, completed High School and went to Bellwood College but dropped out." The man hummed as he read the file "Says here that he was an average C+ student but other than that, I see nothing out of the ordinary."

"He beat killer Croc in a fight."

That was all Batman said that got the new arrival to keep silent but Martian man hunter spoke from here "Ah Ben Tennyson, I remember him."

This caught the crusader and his friends attention and the crusader told him to elaborate "Back on Mars, we received news of his exploits not from the media but from other visiting species each speaking how he saved their home at the tender ages of 10, 15, and 16 using a device they called the Omnitrix. Even when not using it, he is very resourceful and very cunning." The Martian liked to hear about said adolescent now turned teen from time to time, he'd even say that his niece was quite smitten with him.

"How come we haven't heard anything about him?" the new comer asked.

"Because we have our own problems here, we are too busy to be interested in things like that." The Martian responded "He even saved this planet from a couple of threats that we ourselves were too busy to handle like the time of the hawk men invasion, he had to stop another alien invasion from threatening this world and he did it with the help of under a dozen teenagers including his female cousin and best friend."

"Excuse me?" another new voice asked and while the others greeted the new comer, the Man-hunter continued.

"He even stopped a threat named Aggregor from sinking his hands on a baby Celesteialsapian." The Martian said confusing the others.

"Who's Aggregor?" the voice of the green lantern John Stewart asked. John Stewart is an African American male with a slender build and short black hair. His costume is mostly black, except for green parts on his wrists and on his shoulders and upper chest. He also wears the Green Lantern Corps symbol on his chest.

"And what's a Celesteialsapian?" the voice of the first newcomer, the Flash, asked. Flash has short blond hair and green eyes. His superhero costume is a full-body suit that is all red, but has two small yellow lightning bolts across the waist and wrists. He also has the yellow lightning bolt logo on his chest and boots.

As more and more people came in, the Martian man hunter sighed and started to explain to his friend all he knows.

* * *

_Saturday July 7, 4:30 pm_

_Bellwood USA_

* * *

Driving in his new 2011 Audi R8 Spyder. It had the same color scheme as his old car that he gave to his mother and another thing that was in common was the fact that Kevin made it as well. But the key difference between both is the upgrades made and one thing he loved was the speed.

He was thinking about how he met Batman, _The Batman_. He thought the meeting with him would be awesome where they both had to partner up and take baddies that's why when he heard about the Animo situation in Gotham he quickly rushed to help. Sure he would had left it for _the Batman _to solve but he had to reign in a clown whose party invitation was overdue.

But shifting the whole Gotham issue aside, the video phone on the dashboard of his car was ringing and it was his grandfather calling.

"Hey grandpa, what's up?" Ben asked as the image of his grandfather popped up in the screen.

"Ben, meet me at the hall of justice in Washington D. C, I have some people I want you to meet." Max said and the Video-cam blinked out and Ben sighed and looked at his fuel tank seeing it was nearly empty. His car wouldn't survive another cross country trip so he decided to stop at the next red light and select the alien he wanted and as he slammed down the dial he shouted after the light died down,

"UPGRADE!"

Ben as the Mechamorph merged with his car and in a matter of seconds, he produced boosters and rocketed out of the city to his current destination.

* * *

_Hall of justice 6:30 pm_

_Washington D.C, U.S.A_

* * *

The hall of justice, built as a back-up base for the one currently discovered in Mt. Justice by the joker, it was also built here to appease the masses known as the civilians. Inside the hall of justice, four of the founding members of the justice league stood of to the side as they were chatting letting their sidekicks have a tour and these heroes were The Batman, The Flash, Aquaman, and Green Arrow. Their sidekicks name were Robin, Kid Flash, Aqualad and Speedy respectively. Each duo had fought side by side facing villains of different occupations coming out successful 99% of the time and now, with a promise to their protégé's, they would be visiting the watch tower and might have a possibility of joining the team themselves, at least that was what the angry red clothed archer was thinking so you wouldn't be surprised if he was pissed off by the sideshow he was in.

"You promised us a real look inside, not a back stage pass!" Speedy complained and it was then he spotted the old man in a Hawaiian shirt "And what is he doing here?!"

"Speedy! Manners!" Green Arrow chided and he then introduced the old man to the people there "Guys, I'd like you to meet an old business buddy, Maxwell Tennyson."

"It's nice to finally meet the members of the justice league Ollie was talking about." Max said as he waved to the people around.

"Um not to be rude, but what is he doing here?" Robin asked his mentor.

"Yeah I mean I never knew that the justice league accepted members as old as him." Kid Flash said earning him a slap at the back of the head from Robin.

"Ha-ha very funny kiddo but I'm not the one joining." Max said and it was at that time that the room grew cold a bit causing shivers on the spines of some heroes like the Flash but others remained relaxed.

"_I'm here grandpa," _an eerie voice from an invisible form spoke immediately putting some of the heroes on guard "_I had to change into Big Chill to avoid unwanted attention from my oh so loyal fans"_

"It's all right Ben, I'm sure that some of the people outside don't recognize you." Max stated and it was then they all heard a beeping sound of sorts and after a Flash or red light, Ben Tennyson stood in all his glory.

"How can they not know me?" He asked his grandfather "I'm the great Ben 10!"

"Um I don't know you." Kid Flash said to the teen that seemed to appear out of nowhere.

"Well Ben you just have to be grateful that some of the places like Metropolis or Gotham haven't heard about your exploits or witnessed you saving the world one time or another." Max said.

"Why?"

"Because then people like the Joker and Lex Luthor will be after you and believe me when I saw that you wouldn't like the attention." The Flash said and he ran to Ben surprising him of the speed and extending his hand.

"Hi! I'm The Flash, fastest man alive, big fan of your exploits."

"Fastest man alive my foot." Ben commented as he shook the hand of the Flash "I'm sure that Fast Track or XLR8 is way faster than you."

"Is that a challenge I hear?" Flash asked the teen.

"No it's not." Max said "Ben remember what I said about abusing power?"

"Yeah, yeah I remember." Ben said and he looked around and thumbed to the sidekicks "So these are the guys I'm supposed to meet?"

"No, your meeting with them." Max said as he thumbed to the heroes "They want to talk to you about something."

"We want you to join the league kid." Green arrow said. This alone surprised the teenagers among them especially an agitated Speedy who voiced out his opinion.

"What? Why does he get to join and I- I mean we don't?"

"Because we have seen and heard about his explo-" Aquaman tried to say but was stopped by Batman who held his shoulder firmly. He let Batman speak.

"We have no reason to discuss the decision of the league." The crusader explained and he walked further into the hall of justice leaving the others behind.

"Well Ben, follow us." The Flash said as he started to walk at an annoyingly slow pace to the Zeta Tube in the Hall of Justice.

Ben looked at Max who shook his head and motioned for him to follow. Ben shrugged and followed the two hero's before Max followed him as well. Aquaman looked back at the surprised teens and said,

"As for the rest of you, this is a first step," Aquaman said "You've been granted access a few others get."

"You just need to be patient-

"Patient? Patient?! We don't need patience, we need respect!" Speedy said and he looked at his 'partners' "We deserve more than this, they're treating us like kids!" he looked for support from the other sidekicks but found none and he was shocked.

"You're kidding me right?!" he said "You're playing their game because you think it's fair? This was supposed to be _The _day, step 1 on becoming full-fledged members of the league!"

"Well…sure," Kid Flash uncertainly started "I thought step one was a tour of the HQ."

"Except the HQ is hovering over the earth, this isn't the real HQ." as this was said, both available heroes looked startled at this info from one of their protégés well Aquaman did Green Arrow was worried if this would get back to the league. Aquaman had had enough of this and tried to defuse the situation

"Your bot helping your cause here son, stand down or-

"Or what?" Speedy asked "You'll send me to my room? I'm not your _son, _I'm not even _his_." Speedy said pointing to his 'Mentor' "I thought we were supposed to be partners." Speedy said before he removed his hat from his head and tossed it to the ground and walked out the exit of the HQ.

The screens in the building blinked to life and appearing on the image was the head and leader of the justice league, Superman.

"Superman to the remainder of the league." He said to Aquaman and Green Arrow "There's been an explosion at Project Cadmus, it's on fire."

"Zatara to league," Superman was cut off "The sorcerer Wotan is using an amulet to block out the sun, Request full league response."

"Superman?" Aquaman asked and the man of steel answered immediately,

"It's a small fire the local authorities have it under control." Superman said to the team "Cadmus can wait."

The screen blinked to Batman and he said "All leaguers rendezvous at Zatara's coordinates Batman out."

The hero's told the sidekicks to wait while they left to deal with the situation. You'd think that after everything that they'd been through their teachers would have a little more faith in them but then this happens. Yeah they were starting to see Speedy's point especially when two strangers just upped and walked with Batman and Flash to the tower while they who were hero's for a long time were just tossed aside like yesterday's paper.

"I thought they trusted us." Robin said to the rest of his fellow sidekicks who were sulking as well.

"My liege… I thought he trusted me." Aqualad said as he looked down.

"Trust? They don't even trust us with the Basics." Kid Flash said "They have a base IN SPACE!"

"I have a better question," Robin said "who was that and why didn't we leave with speedy?"

"I'm wondering what Project Cadmus is." Aqualad said and Robin took that as a queue to start investigation.

"Bet I could find out." He said as he tried to get into the Justice League super computer entering a possible series of commands for the passcode.

"Boo!" the screen blinked and the sidekicks screamed in terror as they saw that it was that teenager from before who was chuckling at the scared teens.

"Hey what gives?" Kid Flash asked "I thought you were with the rest of the leaguers trying to stop the sun from blowing a fuse."

"I knew that you guys will try to hack into the system so I decided to stay behind and after the team left I used Grey Matter to key my Ultimatrix into the security system to know when something like this happens." Ben said surprisingly smart much to the shock of the teen's there.

"Great, now we'll be in trouble with the league." Kid Flash said as he slumped.

Ben smirked at the sidekicks "I never said I would tell them." his smirk only grew wider at the further surprised looks on the teens face.

* * *

_Washington D.C U.S.A_

_Generics lab 8:00 pm_

* * *

Kid Flash, Robin and Aqualad reached the site and saw the flames were still dancing in on the building. The fire fighters looked and saw that the hero's sidekicks were here.

"Hey look its Flash Boy!" a fire fighter announced their presence much to Kid Flash's annoyance.

"It's Kid Flash!" Kid Flash corrected.

"Ignore the fans, I'll take care of the fire." A voice said and they looked up the building to see a flame like humanoid sitting on the edge of the roof with one leg over the other.

The creature jumped and landed on the ground and stretched its arm towards the fire and then a spiral of flames appeared on both arms.

"What is he doing?" Kid Flash asked.

"He's suctioning the flames into himself." Robin explained seeing the flames being sucked into the palms of the flame creature.

The fire fighters heard another explosion inside and Heat Blast rushed into the building to save the remaining two workers that were standing by the window.

He created a mini tornado to leave the building with the two scientists. The firemen thanked the flame being as well as the fire fighters.

"Who are you?" Kid Flash asked.

"I'm Heat Blast." The Pyronite introduced himself and Robin noticed the symbol in his chest was similar to the symbol he spotted on the gauntlet of the teen wearing that green jacket.

"Ben?" Robin whispered.

"Good eye birdy." Heat blast said "Now aren't we here to do some investigation?"

"Picked the words right out of my mouth." Kid Flash said "But how will we get in?"

In a Flash of green light and a followed by a cry of Big Chill, the teens turned to see the fire humanoid turned into an insect-humanoid creature. Kid Flash looked around to look for Robin but all he heard was his laughter and saw the remainder of his cape entering the window.

Aqualad used his two water sabers to create a water elevator from the fire hydrant that was leaking water and commanded Kid Flash to get on. They both jumped into the same window that Robin entered.

Big chill flew in right after them and landed next to the door where Robin was working on the computers while the speedster was looking at it thinking on how to get in.

Walking in the room last, Aqualad spied something out of his side vision. It was the door of an express elevator closing after something or someone.

"Elevators should be locked down at emergencies like this." Kid Flash said to his current team mates.

"This is wrong." Robin said and he got to the hologram on his wrist "Just as I thought, this here is a high speed express elevator that doesn't belong to a two story building."

"Neither does what I saw." Aqualad said.

"And that's why they need an express elevator." Robin said. They heard a smash and saw ice shards on the ground. Looking up, they saw Big Chill had his right arm stretched.

The Moth looked down the empty pathway. "That's a long way down." Big Chill said and his voice echoed down the elevator pathway.

Robin jumped in then fired a grappling line at the top of the shaft easing his descent to the lower floors. Kid Flash and Aqualad followed after Robin while Ben just floated down the shaft and once they reached the floor they saw Aqualad opening the door with his brute strength.

Walking down the hallway the light lit up and deciding to check the place out Kid Flash dashed ahead of them. He continued to run straight through a junction but he tripped and was nearly trampled at what he saw walking by.

It was a controlled set of genetically crafted geno-morphs. Not that he knew that of course but their sizes ranged from large too small. One of the creatures spotted him and growled but a quick psychic blast snapped them back into formation.

"And here I thought this was going to be easy." Big Chill said.

"When have things ever been easy for us?" Kid Flash asked and Aqualad had to agree.

Accessing a control panel, Robin noticed something "This Cadmus creates new life too," he said "Time to find out why." Hooking up the computer to his own granted him the freedom he needed to hack the mainframe of the Cadmus computer but it was nearly as encrypted as the justice league super computer but that won't stop him "They are called geno-morphs," Robin started to explain "Whoa, look at this things stats, Super Strength, Telepathy, Razor sharp claws, these things are living weapons."

"This army… it's engineered." Kid Flash said in realization.

"But to whom and why." Big Chill stated before his transformation died down and he turned to Ben again.

"Wait there's something else." Robin said as his computers picked up something "Project Kr, argh this file is encrypted."

"Halt!" a voice said and they turned to see a well-built man in a golden helmet and no he wasn't Dr. Fate but he was surrounded by those nasty critters though. "Wait a minute… Robin, Aqualad, Kid Flash? What are you three doing trespassing in Cadmus?"

"Guardian?" Aqualad asked surprised at his appearance.

"What are you doing guarding an army of inbred geno-morphs?" Kid Flash asked.

"Guys, I'm a little on the blank here." Ben said and Aqualad decided to tell Ben a bit on what he had on the person in front of them.

"I wonder what the League will say once they find out that you've been inbreeding weapons." Kid Flash said and that seemed to give guardian conflicted emotions.

"Weapons… what are you t-" The geno-morph on Guardian's shoulder snapped him back into their reality causing the Guardians eyes to snap into seriousness as well as his personality. "Take 'em down hard and show no mercy."

"Bail." Ben said and with speed surprising himself, he launched his self at a geno-morph like a human cannon bolt and the creature was knocked out. Ben looked at his hands and back at Kid Flash "What was that?" he asked.

"I don't know," The speedster said to the teen shocked at what he saw "I thought the only powers you had come from that watch on your wrist." He pointed out to Ben who thought as much but they didn't have time to ponder as they both had to evade strikes from the creatures.

Aqualad didn't notice any of this because he was busy taking care of his own set quite easily I might add. But he was slammed on the wall as he was tackled from behind by Guardian. Activating the hidden power behind the tattoos on his arms, he electrocuted Guardian on his back sending him flying into the group of geno-morphs behind them knocking him out. With this noticed, the team started a dash down the hall with the geno-morphs on their tail. Cutting into another hall way, the team was stopped by a door and Robin tried to hack it. The doors slid open just as the geno-morphs appeared in the beginning of the hall way and the team dashed into the doors and hearing the sliding doors close behind them, they turned and noticed the buttons on the side of it and thought that they were in an elevator.

Feeling the lift moving they looked up seeing the numbers of the wall ascending even though they were going down.

"Dude, out is up." Kid Flash complained.

"But Project Kr is on sub-level 52." Robin countered.

"We should contact the league as this is starting to spiral out of control." Aqualad said and Ben tried to using his Ultimatrix but received no signal. The door stopped at the number 52 and when slid open, the team saw that they were in a room whose insides looked like a mine only to be illuminated by dim red and blue lights.

"Since we're here, we might as well keep looking around." Ben said and the team agreed and they eventually came to a split path.

"Which way?" Aqualad asked the team and just as Ben was about to answer, another voice stopped them in their tracks once again.

"Halt." The voice ordered. This had the opposite effect as the group started to run down the hall way with Ben (Using his newfound speed) and Kid Flash but as they were paying no mind to where they were going, they ran into a woman wearing a lab coat who dropped a vial of liquid on the floor, something that the team noticed. As Kid Flash picked up the vial they looked up to see the door in front of them labeled Project Kr slowly closing and they quickly got up and ran inside before it was shut.

Hearing the door slam, Aqualad voiced out his opinion "Guys, were trapped." He said but his opinion was cut off by another.

"Guy's, you might want to see this." The group turned and saw what Kid Flash was pointing at. It was a pod with the label Kr posted in front of it and through a glass, a boy was spotted. This teen was no older than any of them. He wore a pure white suit with a symbol that was familiar to everyone there. It was the symbol of the El family. He appeared to be in stasis mode as he was ignorant of what's happening around him.

"Big K little r, that's the atomic number for Krypton." Kid Flash pointed out.

"You think it's a clone?" Ben asked as he got in for a closer look at the person inside.

"Weapon designation, Superboy. Clone force grown in SIXTEEN WEEKS?! DNA acquired from Superman."

"Don't they mean stolen from him?" Ben asked.

"Now is not the time." Aqualad said "Set him free." He ordered the boy wonder who was too quick to accept without thinking the consequences and just as the pod doors opened, the clone's eyes snapped open and spotted the four trespassers in his domain.

Seeing the anger in his eyes, Ben's only thought was, "…Shit."

* * *

**Tell me how you feel, did you love or hate it? I admit that the writing might not be good but I tried my best here. **

**Remember I love good long reviews. **

**Peace :D**

**Oh and the idea of the powers Ben suddenly has was originated from a Ben 10/ Bleach cross.**


	2. Chapter 2

**A.N I do not own Ben 10 or DC.**

In a room filled with nothing but the white, a sliding door opened and in walked a silver haired version of the teen known as Ben Tennyson only he wasn't the teen in question. He was known as Albedo, rival to Azmuth inventor of the Omnitrix while he was the inventor of the Ultimatrix that Ben was using.

The last that anyone had seen of him was when the dream eater was stuck on his face where Team 10 left him to his fate. He was still sore about that and if it wasn't for the organization that saved him, he would had been dead. Since then he'd been recovering while he had been telling them everything they needed to know about Tennyson and his friends.

6 images appeared on the screen and one of them spoke to the imperfect clone Aka Albedo.

"Is the device ready?" the image in the middle spoke to him and from the looks of it, it was male.

"Just give me a little more time, I need to stabilize the transformations and allow me to stay in the transformed state as long as I need." Albedo said to the image.

"Our patience is running thin." A second image said.

"When we saved you we hoped that a man like you would be more appreciative of our support." A third image continued.

"But it seems to us that we were wrong, instead you waste our time by using your arrogance to insult our intelligence."

"Need I remind you that time is at our essence?" the first image asked.

"I know, I know just give me a few more days or weeks and I promise, I'll get the devise to work perfectly." Albedo said waving his hands in surrender.

"You have three weeks to find what you're looking for. I'll even throw in some of my toys to help your search." The sixth image said.

"Thank you, that's all I need." Albedo said _Idiots, do not forget that I can make the devise to work for only me should I wish it to._ He thought in an unnoticed scorn.

The clone walked out of the room right after the images blinked out of existence and the door to the room slid to a close.

_Washington DC_

_Project Cadmus 21:30pm _

Ben was walking along the beach with his current girlfriend hand in hand. They both stopped and gazed into each other's eyes with so much love in each pair.

Ben held his girlfriend's cheeks and stroked it "This has been one of the happiest moments of my life with you." He said.

"I'm glad that this happened between us especially with what happened in your previous relationship." His girlfriend said back to him.

"I guess she didn't love me at all if she couldn't handle the stress of being with me." Ben said to her. He then moved in to kiss her "I love you so much M'gann."

"I love you too Ben." She said as she moved in to kiss and just as their lips were about to meet, Ben's green eyes snapped open and he spotted himself to be in some sort of tube.

He looked in front of him to see the clone of Superman staring at the other tubes and suddenly remembered why he was here.

_Ugh I got cocky with my new abilities that's why _Ben thought in distaste as he remembered that he just recently found out that he not only just gained super speed, but he also had super strength as well but that didn't mean he was invulnerable and that was what was used to up him in the end as well as the others who got cocky.

While Super Boy was busy looking at Aqualad and Kid Flash, he quietly broke the cuffs on his left hand but paused to see what was actually going on.

The doors to the entrance of the room opened and in walked an angry Dr. Desmond who walked in with the woman Kid Flash ran into earlier.

"Prepare the cloning procedure for Project Sidekick… NOW!" the Dr. ordered and the female ran and did the task as ordered.

"Doctor, we're nearly done over here." Guardian said to Desmond and the Dr. observed the progress and was satisfied with the results. The job that they were looking at was the repair to the damage the clone had performed on the door at the time he was released in his fit of rage. As the Dr. made some steps closer it was then his observation noticed something,

"Where's the weapon?" the Dr. asked the Genomorph's that were working on the door.

"Superboy? He's the reason the intruders are currently in their pods." Guardian said to the Dr. who was upset at the answer.

"We have GENOMORPHS for that!" Desmond yelled at Guardian who winced at the volume. "Get the weapon to his pod NOW!"

"I don't see any harm in letting him stretch his legs." Guardian said to the Dr. who just got angrier.

"Don't you now?" Desmond asked the Guardian and the Genomorph on his shoulder activated its telepathy through its horns connecting to the one on Guardians shoulder. The horns on the others activated as well and it began the process of telepathic manipulation by force feeding the man in the golden helmet images and commands. The Guardians eyes widened and then narrowed not knowing what was happening. He growled out,

"The clone belongs in its cage."

He then stomped out to the cloning chamber heading to retrieve the AWOL clone.

_Meanwhile _

"I might not know how it feels to be controlled," Ben started to the clone "But even I know when someone or something deserves to get free should it have a continence."

The clone locked its site on Ben who continued the story "This thing on my wrist, don't be shocked but I've had to fight some of my transformations that were upset with the way I treated them and through that I learned that no being living or not deserves not to be treated like a weapon no matter the circumstance."

"Where are you going with this?" Superboy asked.

"What he's trying to say is we can help you get free of your restraints." Aqualad said.

"These people, they are only controlling you and see you as some sort of weapon and you deserve better than that." Robin continued.

"Where they fail, we can succeed for instance we could show you the sun." Kid Flash said.

"Or we could show you Superman." Ben said to the clone "All you have to do is free us."

"Oh please, you can't do anything while you're in that pod." Desmond said as he walked in with Guardian "And you, clone, go back to your chamber where you will continue to hibernate until we need you." He ordered to Superboy who was angry at the order.

"I am not a weapon." Superboy growled out to Desmond who chuckled.

"Oh it's starting to develop opinions." He said before he turned serious "Either you go back to the pod or I force you."

"You know, its people like you that really upset me." Ben said catching the Dr.'s attention "That's why it's going to be extremely satisfying when I kick your ass." He then slammed the dial on his Ultimatrix and he turned into Amphibian who fazed his way through the pod freeing himself.

"Good you're free." Robin said "Now do us a favor and get us out of these pods." He yelled out.

"Hold your stinkin' horses." Amphibian said and he went to the panel that contained the switch from the pod and saw that it had a lot of buttons.

"What are you doing just standing there? Get him!" Desmond shouted at Guardian who charged at Ben but he went intangible and he was still muttering to himself.

"Inie Minnie Maine Mo!" Ben said and he pressed a button that seemed to increase the cloning process, something that Aqualad noticed.

"Ben!" he snapped at the hero who just pressed another button and the pods slid open and the trapped teens were free.

"Phew." Kid Flash said as he was massaging his wrist "Thanks." He said to Ben who just waved his tentacle at him in appreciation before Ben turned into XLR8 and closed his visor.

"Move!" Ben ordered through his helmet as he started to dash around the office creating a mini tornado distracting Dr. Desmond and Guardian from doing anything.

"Now this is my kind of alien." Kid Flash said as he was impressed with the speed before he ran out of the office followed closely by the others.

As the others ran out of the room, Ben stopped the vortex and he chased after the other sidekicks including Superboy who reluctantly had a change of heart.

Clearing his mind, Desmond noticed the clone's retreat he spoke to the Genomorph on his shoulder "Activate all the Genomorph's in Cadmus NOW!"

The five teens ran down the hall way and they noticed that the lights began to dim a bit and turn red. "We're still 42 levels below ground." Ben said as all of them continued running "But if we can make it to the elevator…"

Suddenly the two doors in front of him slid open and two Big Genomorph's blocked their paths. Not moments later, several more came out of the lift following the other two. Quickly turning around, they ran the opposite way and each glowing red light spawned more Genomorph's.

Ben and Superboy used their strength to take down the two giant Genomorph's that were leading the pack and as they were down, several followed suit as they stood behind them.

Ben stopped his assault but Superboy thought otherwise and sought to continue to fight each of the creatures breaking their bones and their bodies slammed to the walls creating a resulting shockwave that shook the building a bit.

"Hey Konner, we're escaping not landscaping!" Ben yelled to Superboy who was confused at the name but he decided to go with it for now.

"You want an exit?!" he yelled/asked and he picked up the really big Genomorph with his strength and threw it at the other two that happened to be the last of the threat taking the entire pack down.

The group started to run down another pathway in the halls and the four reached another elevator where Aqualad tore open the doors to the lift.

Seeing the elevator wasn't available, Kid Flash began to triangle dash along the narrow walls using his speed while Robin used a grappling line to elevate himself up. Ben selected Jet Ray and took flight and Superboy following Ben's example grabbed Aqualad and took flight as well.

"Here's our exit." Robin said as he pointed to the elevator door that was above them and as they reached it Superboy punched the door open and they quickly flew into the room that was available to them and just in time too because an express elevator just passed the space they made.

Looking down the hall straight ahead them, they saw that there were several Genomorph's ahead so they exited through another corner avoiding the threat and maneuvering over two corners as per Superboy's directions before coming to a dead end.

Ben switched to his human self and looked for an exit before spotting the vent and ripping it from the wall and climbing in with the others following suit.

Exiting through an unguarded ventilation, the group ran down the hall before coming to a halt looking at the stairway in front of them.

Kid Flash used his speed to dash to the top with Ben following suit using his new speed as well though not as fast as Kid Flash. Robin and Aqualad were picked up the ground and were airborne thanks to Superboy who took them to the top just as the three arrived at the top.

As they exited through the door, Superboy smashed the stair way to pieces using his feet preventing the Genomorph's that were climbing up from coming their way before he left after the team.

Coming to a pause after cutting one final corner, they saw a large metal garage door and both super boy and Aqualad tried to smash their way through but it was only a dent that was made.

As they both prepared another assault they were bombarded by mental attacks causing all teens to hold their head in anguish with their consciousness barely holding.

Rising from the shadows, a Genomorph called Dubbilex stepped forward with hi horns gloving red.

_For the sake of all Genomorph, out brother must make up his mind._

The voice was a shared thought between all five boys causing Superboy to widen his eyes in realization at the familiarity of the voice.

_It was you. _He thought back.

_Yes _Dubbilex replied _I was the one who set the fire and lured you and your friends to Cadmus. We woke them up when they were in danger…_

_And guided me _Superboy thought _why?_

_Because you are our hope _replied Dubbilex _our hero that will blaze through the shackles that bind us and leave a trail for us to follow evidently showing us freedom._

"Ugh… what's going on?" Guardian mumbled as he was also in the room. He came in the time the boys dropped to the ground and followed suit.

_Brother, choose_ Dubbilex said.

"I choose freedom." Superboy said without any hesitation.

"Good choice." Ben said then noticed the enraged Dr. standing in the halls with that insane tint in his eyes. "This guy again?" he exhaled in frustration.

"Thorns, thorns all of you!" Desmond shouted he then picked a vial of liquid from his coat "But with this, control will be restored in Cadmus." He then uncorked the vial "Behold, project Blockbuster!"

He drank the liquid and a metamorphosis began. Similar to the transformation sequence of the Hulk, Desmond's muscles bulged and his skin turned grey. His shirt and human skin ripped off his body and the only thing you could see was the loose paper skin hanging over his face and red eyes.

He ripped it from his face and smirked at the teens while Ben yawned at the display.

"Everyone get back!" Guardian yelled before tackling the creature that was once Dr. Mark Desmond.

He was swatted away like a fly and the Guardian smashed against a wall knocking him out completely.

Ben held out a hand pausing Superboy in his tracks "Hold on, I want to show you guys something awesome." He said and Superboy decided to kick back as Ben selected the alien he wanted and the area was consumed in a green light.

"Lemmie tell you something you Hulk wannabie," an angry voice growled to the grey monster who just smirked while the others were in shock at what they saw "The Rath is stronger than the Hulk so that means that the Rath is stronger than you. If you think otherwise," the creature punched his palm "Then bring it."

Rath is about 9 feet tall and resembles an orange and white bipedal tiger with one claw coming out of each wrist and has no tail. He is also muscular and has green eyes that glow in the dark (I'm using Heroes united version).

Blockbuster charged at Rath who smirked and stood his ground before he gave the creature an uppercut sending it crashing through the roofs and even up to the street level facility.

"Don't you walk away from Rath." Rath said before he leaped after the Blockbuster. Superboy smirked at the destruction/comedy show before they all went up the hole following after the two fighters.

They got up to see Blockbuster holding Rath in a bear hug but Rath wasn't one to give up that easily. Rath smashed the back of his head at the creature forcing it to let him go before giving it a flurry of wrestling combination moves.

"Talk about a beat down." Kid Flash said as he watched the one sided beat down between both fighters while the others agreed with him.

The Building was collapsing as Rath was smashing the support beams with the body of Blockbuster, something that Robin noticed so he told the team.

"Take cover!"

Superboy and Aqualad shielded Robin and Kid Flash as the building came crashing on them. Damage like that was sure to catch the attention of the league, which was what Robin was thinking as they were free from the rubble.

"Look, the moon." Kid Flash pointed out to Superboy who felt strange seeing he squinted his eyes as he noticed a figure along with others descending to the earth "And Superman. Can we keep promises or what?"

"Is that…" Batman asked as he spotted Superboy who had walked up to Superman and showed him the S-shield of the El family.

"I'm a clone of Superman." Superboy said bluntly to the leaguers whose eyes widened at that reveal.

"You need to fill us in now." Batman ordered but then looked around "Where's Ben?"

As he said that, gravels started to rise and the leaguers saw the body of a bipedal tiger rising and holding his head. Some of the leaguers got into a fighting stance, something that Rath noticed and decided to speak up,

"Lemmie tell you something Justice League," Rath started "If you think you can take on the Rath, then the Rath is happy to oblige." He said but the Omnitrix symbol on his chest started to blink a familiar sound and it wasn't until a few seconds later that Ben was standing in the place of Rath.

"Sometimes I find Rath to be annoying." Ben said much to the amusement of the sidekicks and Flash "But didn't I tell you that they would hack your system?" a smug Ben asked to Batman who just remained silent. Then Ben decided to push his buttons once more "You have your underwear on the outside."

That caused some snickers in the group as they saw Batman blush at the declaration.

"I think it's best if you filled us in on the situation." Hal Jordan said to the Teens who decided to tell him everything that happened while Ben was looking at his Ultimatrix in confusion.

"Cadmus will be investigated," Batman said "All 52 levels but let's make one thing clear."

"You should have called for us." Flash said to the teens.

"End results aside, we are not happy." Batman said "You hacked Justice League systems, disobeyed direct orders and endangered your lives, you will not be doing this again."

"Says the guy that hacks military computers as a day to day thing." Ben coughed out to himself and Superman caught it along with those that have super hearing.

"What was that?" Batman asked Ben who shrugged.

"Hey don't forget that I was here to help them so everything would have turn out fine besides even if I wasn't, the team performed great for their first joint mission even though they are a bit rough around the edges." Ben said.

After moments of silence, Batman said "I see, then you wouldn't mind leading the team on future missions would you?"

"I'm sorry, what?" Ben asked.

"As of now, you're the leader of the young justice team so any of their misdeeds will fall on your hand as you will be the one to take responsibility of the team."

Ben just stood there as Batman smirked slightly at his dumfounded expression. Insult his costume will he, guess what, you don't mess with the Batman and get away with it.

_Multiple uncatalogued alien D.N.A in the vicinity_

The unknown voice startled many in the area but Ben sighed in relief.

"Finally! I thought you were broken or something." Ben said to the Ultimatrix as the symbol turned from green to yellow.

_Scanning_

Three separate scanner lights appeared and started to scan Superman, Hawk woman and Martian Man hunter much to the surprised heroes,

_Scan complete, D.N.A of Kryptonian, Martian, and Thanagarian added. Total count, 1, 000, 906 aliens._

He looked up to see the entire group looking at him with their jaws dropped except Batman who's eyes slightly widened but Ben could tell that he was shocked. He pretended to answer a call,

"Coming mum!" he yelled out before he used his super speed to run home to Bellwood.

"So he has over a million transformations…" Hal Jordan said still slightly shocked at this revelation.

"And he can run really, really fast apparently." The other green lantern said.

"I'm going to have a talk with him because apparently, we might have an unpredictable villain in our mists." Batman said.

"Really Bats, take a breather, you know that he's nothing of the sorts." Flash said as he tried to defend Ben.

Batman just walked away from the people around him with a new resolve. Finding out how the Ultimatrix works.

Mount Justice

July 9, 8:04 am

All in their civilian clothing, the five teens stood in a large room looking in mild interest at the heroes setting things up. Ben was dressed in a black and green version of what he wore as a teen with a white and green sneaker with his famous Ultimatrix on his hand. Superboy was dressed in a black T-shirt with the S-shield on the chest while he wore a blue jeans and black shoes. Kid Flash wore a blue shirt with a white long-sleeve undershirt and brown pants with a pair of sneakers. Aqualad wore a blue and black sweatshirt with a pair of black pants while Robin wore an orange hoodie with a brown coat and a pair of black sunglasses in place of his domino mask.

"The cave was the original secret sanctuary for the justice League," Batman said "we're calling it into service again. Since you five are planning on staying together and fighting the good fight, then you will do it on Justice League terms. Red Tornado volunteered to be your supervisor while Black Canary will handle your training. I will deploy your mission."

"What kind?" Ben asked slurping a Mr. Smoothie that he had brought out with him.

"Covert." Batman said.

"The League will handle the obvious stuff, there's a reason we have these big targets on our chests." The Flash said.

"But Cadmus proves that the bad guys are getting smarter." Aquaman said "Batman needs a team that can operate in secret."

"The six of you will be that team." Batman finished.

"But what if someone from Bellwood recognizes me?" Ben asked.

"We'll deal with that when we get there." Flash said.

"Hold on, six?" Robin clarified.

Looking past them, Ben saw a figure that he thought was only in his dreams but here she was, standing in front of them his smoothie was spilled on the floor showing how stunned he was. Standing beside the Martian Man Hunter was a girl just as tall as any of them. She had red hair and freckles that were all too familiar to Ben. She had a slender shape and wore a white shirt with two red bars over it forming an X. She wore a blue skirt that was held by a red belt and over it, she had a blue hooded cape.

"This is Miss Martian." Batman said "The Martian Manhunters niece."

"Hi." She said shyly.

"Loving this gig by the minute." Kid Flash said before he ran to the Martian "I'm Kid Flash, that's Aqualad. That's Robin, and that's Superboy." Kid Flash introduced.

"Apparently, Wally forgot about me." Ben said as he walked up "Hi, I'm Benjamin Tennyson but you can call me Ben."

"I'm honored to be included." Megan said as she took Ben's hand with a blush and shook it. As she did, Megan's shirt morphed into Ben's "I… I like your shirt." Ben blushed a bit in embarrassment.

"Thanks." Ben said with a grin "Maybe we could go out some time you know, someone needing to show you around." He suggested with his blush fading a bit and his confidence taking over.

"I'd love to." Megan said as she let go of Ben's hand ignoring Kid Flash's look of shock or the smirks on both faces of Aqualad and Robin or the look of boredom on the face of Superboy.

"Today is the day." Aqualad said with a look of agreement on all other heroes faces on the statement.

**A.N So Ben has met his 'Dream Girl' no pun intended, how will he proceed from here? And what's Albedo up to with the help of The Light? It could not be a good think that's for sure. Find out in the next chapter if your questions to these mysteries will be answered.**

**On another note, Superboy is **_**Not**_** a full Kryptonian. In the series he was given super strength, and leaping over one building as well as invulnerability and advanced healing that stopped his outside aging but not the aging of his insides. Here, I'm adding flight to the list of abilities that was granted to him and reversing the aging problem that the series added but he will not have Super Speed like Superman. **


	3. BETA needed

**Hey guys, I need a BETA for my new Harry Potter story that I'm writing. I need one that knows the Harry potter Uiverce Back and Front and one that can help me add things to this story. PM Me if you're interested and make sure to have Google Drive on your PC or any system you're using because I want to see the corrections you make and that software would be easier.**

**To my fans, this will be my first Harry Potter story and when it IS posted, I will let you know but for now, I do need that BETA.**


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